Netflix Shareholders Reject Governance Changes

Here’s the latest indication that it’s difficult to interest investors in corporate democracy as long as the stock price keeps rising. Following a 12-month period when Netflix shares appreciated 92%, its shareholders today defeated several proposals at their annual meeting that would have given them more leverage to check CEO Reed Hastings‘ clout at the streaming video company. The most hotly contested one, from New York City’s pension funds, called for an independent chairman — essentially requiring Hastings to give up half of his dual role. It passed last year, but failed this time with 47% support. Supporters including proxy advisory firms Institutional Shareholder Services and Glass, Lewis say the chairman is supposed to help the board assess the CEO’s performance, making it a conflict of interests when one person holds both jobs. Netflix said in its proxy that it makes sense for Hastings to be chairman “because he is the director most familiar with the Company’s business and industry and is therefore best able to identify the strategic priorities to be discussed by the Board.”